HomeMy WebLinkAbout263373 ELECTRONIC SYSTEMS INTERNATIONAL INC - CONTRACT - AGREEMENT MISC - ELECTRONIC SYSTEMS INTERNATIONAL INC (4)Jec.1 g3-76--5
SERVICE AGREEMENT
This Service Agreement (this "Agreement") is made effective as of 01/O1/2013, by and between
Fort Collins Police Services of 2221 Timberline Road, Fort Collins, Colorado, and Electronics
Systems International Inc, of 3010 Mallard Drive, Colorado Springs, Colorado 80910. In this
Agreement, the party who is contracting to receive services will be referred to as "FCPS," and
the party who will be providing the services will be referred to as "ESI."
1. DESCRIPTION OF SERVICES. Beginning on O1/01/2013, ESI will provide to FCPS the
services described in the attached Exhibit (collectively, the "Services").
2. PAMENT FOR SERVICES. In exchange for the Services FCPS will pay ESI according to
the following schedule:
Payment can either be a lump sum payment or a monthly payment.
3. TERM. This agreement will terminate automatically on 12/31/2013
4. WORK PRODUCT OWNERSHIP. Any copywritable works, ideas, discoveries, inventions,
patents, products, or other information (collectively the "Work Product") developed in whole or
in part by ESI in connection with Services will be the exclusive property of FCPS. Upon
request, ESI will execute all documents necessary to confirm or perfect the exclusive ownership
of FCPS to the Work Product.
5. CONFIDENTIALITY. ESI and its employees, agents, or representatives will not at any time
or in any manner, either directly or indirectly, use for the personal benefit of ESI, or divulge,
disclose, or communicate in any manner, any information that is proprietary to FCPS. ESI and
its employees, agents and representatives will protect such information and treat it as strictly
confidential. This provision will continue to be effective after the termination of this Agreement.
Upon termination of this agreement ESI will return to FCPS all records, notes, documentation
and other items that were used, created, or controlled by ESI during the term of this agreement.
6. WARRANTY. ESI shall provide its services and meet its obligations under this Agreement in
a timely and workmanlike manner, using knowledge and recommendations for performing the
services which meet generally accepted standards in ESI's community and region, and will
provide a standard of care equal to, or superior to, care used by service providers similar to ESI
on similar projects.
7. REMEDIES. In addition to any and all other rights a party may have available according to
law, if a party defaults by failing to substantially perform any provision, term or condition of this
Agreement (including without limitation the failure to make a monetary payment when due), the
other party may terminate the agreement by providing written notice to the defaulting party.
This notice shall describe with sufficient detail the nature of the default. The party receiving
such notice shall have 30 days from the effective date of such notice to cure the default(s).
Unless waived by a party providing notice, the failure to cure the default(s) within such time
period shall result in the automatic termination of this Agreement.
S. ENTIRE AGREEMENT. This Agreement contains the entire agreement of the parties, and
there are no other promises or conditions in any other agreement whether oral or written
concerning the subject matter of this Agreement. This Agreement supersedes any prior written
or oral agreements between the parties.
9. SEVERABILITY. If any provision of this Agreement will be held to be invalid or
unenforceable for any reason, the remaining provisions will continue to be valid and enforceable.
If a court finds that any provision of this Agreement is invalid or unenforceable, but that by
limiting such provision it would become valid and enforceable, then such provision will be
deemed to be written, construed, and enforced as so limited.
10. AMENDMANT. This Agreement may be modified or amended in writing, if the writing is
signed by the party obligated under the amendment.
11. GOVERNING LAW. This Agreement shall be construed in accordance with the laws of the
State of Colorado.
12. NOTICE. Any notice or communication required or permitted under this Agreement shall be
sufficiently given if delivered in person or by certified mail, return receipt requested, to the
address set forth in the opening paragraph or to such other address as one party may have
furnished to the other in writing.
13. ASSIGNMENT. Neither party may assign or transfer this Agreement without the prior
written consent of the non -assigned party, which approval shall not be unreasonably withheld.
Service Recipient:
Fort Collins Police Services
:
By_ I I
J O eill
i of Fort Collins Purchasing
Service Provider:
Electronic Systems International, Inc.
By: —
Richard t
Presidenti
TT
ESI
ELECTRONIC SYSTEMS INTERNATIONAL, INC
3010 MALLARD DRIVE COLORADO SPRINGS, CO 80910-2247
(719) 473-2660 FAX (719) 473-2676
29 Nov 2012
Fort Collins Police Operations
2221 Timberline Road
Fort Collins Colorado
Attention: Mary Moore, (Technical Services Manager)
Reference: Exhibit (collectively, the "Services"
Dear Mrs. Moore,
Thanks for working with ESI on the above mention item. 1 am giving a description of
what we would be doing for this service at your facility.
Recommended Maintenance
Item#I = Camera, cleaning, and adjusting,
Item#2 = DVR cleaning, programming, and testing.
Item#3 = DVD cleaning, and testing.
Item#4 = Work Station cleaning and testing.
Item#5 = Interview room equipment cleaning and testing
Item#6 = Card Access Server cleaning and testing
Item#7 = Card Readers testing
Item#8 = System Training
Pricing=$1,200 per month or $14,400.00 per year (This will provide up to 16 hours per
month, any additional time will be charged at $75.00 per hour for normal business hours
and $1 12.50 for after hours, Holiday work will be charged at $150.00 per hour). If you
have any questions please give me a call.
Sincerely,
Richard J. Castle